On June28, 2017, effective immediately following the adjournment of the meeting of the Board of Directors (the “Board”) of LendingClub Corporation (the “Company”), the Board voted to increase its size to ten members and appointed Kenneth D. Denman to the Board as a Class I director who will serve until the Company’s 2018 annual meeting of stockholders, or until his successor is duly elected and qualified. Mr. Denman was also appointed as a member of the Audit Committee and the Compensation Committee.
In connection with his appointment to the Board, Mr. Denman will receive a pro rata portion of the annual cash retainer, and a grant of restricted stock units in accordance with the Company’s non-employee director compensation policy as described in the Company’s 2017 proxy statement, filed with the Securities and Exchange Commission (the “SEC”) on April24, 2017.
The Company intends to enter into its standard form of indemnity agreement with Mr. Denman, a copy of which was filed as Exhibit 10.1 to the Company’s Form S-1/A filed with the SEC on December1, 2014 and is incorporated herein by reference.
There are no arrangements or understandings between Mr. Denman and any other persons to which he was appointed to the board. There are also no family relationships between Mr. Denman and any director or executive officer of the Company and he has no direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.
On July5, 2017, the Company issued a press release announcing the appointment of Mr. Denman as a member of the Board. This press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits
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(d)
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Exhibits
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Exhibit
Number
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Exhibit Title or Description
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99.1
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Press Release dated July5, 2017
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(S)
LendingClub Corp ExhibitEX-99.1 2 exhibit991asfiledon7517kde.htm EXHIBIT 99.1 Exhibit EXHIBIT 99.1LendingClub Appoints Ken Denman to its Board of DirectorsFormer Emotient CEO Brings Extensive Technology Leadership ExperienceSAN FRANCISCO,…To view the full exhibit click here
About LendingClub Corporation (NYSE:LC)
LendingClub Corporation (Lending Club) provides online marketplace to connect borrowers and investors. Consumers and small business owners borrow through Lending Club. Investors use Lending Club to earn risk-adjusted returns from an asset class that is only available on a limited basis to large institutional investors. Its technology automates aspects of operations, including the borrower application process, data gathering, credit decisioning and scoring, loan funding, investing and servicing, regulatory compliance and fraud detection. Its platform offers analytical tools and data to enable investors to make decisions and assess their portfolios. Its technology platform has allowed it to expand its offerings from personal loans to include small business loans, and to expand investor classes from individuals to institutions and create various investment vehicles. Its solution offers an online application process and provides borrowers with access to live support and online tools.